Terms of Service

These Terms of Service ("Terms") govern your access to and use of the GMS Estate smart estate management platform, websites, mobile applications, APIs, and related services (collectively, the "Services") operated by GMS Estate Technologies Ltd. ("Company," "we," "us," or "our").

Please read these Terms carefully before using the Services. By creating an account, accessing, or using the Services, you agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you are using the Services on behalf of an organization, you represent that you have authority to bind that organization.

If you do not agree to these Terms, you must not access or use the Services.

1. Eligibility

You must be at least 18 years old (or the age of legal majority in your jurisdiction) and capable of forming a binding contract. The Services are intended for estate management organizations, property administrators, tenants, security personnel, landlords, and authorized visitors—not for unsupervised use by minors.

2. Account registration and security

• You must provide accurate, current, and complete registration information and keep it updated.
• You are responsible for safeguarding your credentials and for all activity under your account.
• Notify us immediately at info@gms.estate of any unauthorized access or security breach.
• We may suspend or terminate accounts that violate these Terms or pose a security risk.

3. Description of Services

GMS Estate provides software for multi-estate administration, including but not limited to:

• Estate, property, tenant, and landlord management;
• Visitor invitation, access code, and QR pass generation;
• Security gate verification and check-in logging;
• GPS-assisted location validation at gates;
• Notifications, audit logs, integrations (e.g., Telegram), and reporting tools.

Features may vary by subscription plan, estate configuration, and region. We may modify, suspend, or discontinue features with reasonable notice where practicable.

4. Roles and responsibilities

4.1 Estate administrators

Administrators are responsible for configuring estates accurately, assigning appropriate user roles, ensuring lawful collection of tenant and visitor data, and complying with estate rules and applicable law.

4.2 Tenants and landlords

Tenants may invite visitors subject to estate policies. You must only share access credentials with intended guests and promptly report lost or misused passes.

4.3 Security officers

Security users must verify credentials in good faith, use GPS capture features lawfully, and follow estate security protocols. Misuse of verification tools is prohibited.

4.4 Visitors

Visitor passes are personal, time-limited, and non-transferable unless estate policy allows otherwise. Misrepresentation at a gate may result in denied entry and legal action.

5. Acceptable use

You agree not to:

• Use the Services for any unlawful, fraudulent, or harmful purpose;
• Attempt to gain unauthorized access to systems, accounts, or data;
• Reverse engineer, decompile, or scrape the Services except as permitted by law;
• Upload malware, interfere with platform operation, or overload infrastructure;
• Harass, threaten, or discriminate against other users;
• Share or sell access codes, QR tokens, or admin credentials;
• Collect personal data of others without a lawful basis and required notices;
• Use the Services in violation of NDPA, NDPR, GDPR, or other applicable privacy laws.

6. Visitor access codes and QR passes

• Access codes and QR tokens are cryptographic credentials valid for the period and uses specified at issuance.
• Passes may embed destination address and geolocation data to assist security and visitors; you consent to such embedding when generating or using a pass.
• We do not guarantee entry if estate rules, security judgment, expired credentials, or system outages prevent access.
• Estate management—not the Company—is primarily responsible for physical access decisions at the gate.

7. Fees and payment

Certain features may require paid subscriptions or usage fees as agreed in a separate order form or statement of work. Unless otherwise stated:

• Fees are non-refundable except where required by law or explicitly stated;
• We may change pricing with advance notice for renewal periods;
• Late payments may result in suspension of Services.

8. Intellectual property

The Services, including software, design, logos, documentation, and content provided by us, are owned by GMS Estate Technologies Ltd. or its licensors and protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to use the Services according to these Terms and your role. You retain ownership of data you upload; you grant us a license to host, process, and display that data solely to provide the Services.

9. Confidentiality and data protection

Each party will protect confidential information received from the other using reasonable care. Our handling of personal data is described in the Privacy Policy. You are responsible for providing required notices and obtaining necessary consents from tenants, visitors, and staff whose data you upload.

10. Third-party services

The Services may integrate with third-party providers (hosting, messaging, maps, payment processors). Your use of third-party services is subject to their terms. We are not liable for third-party acts or omissions.

11. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Services will be uninterrupted, error-free, or completely secure, or that GPS validation will prevent all unauthorized access. Physical security remains the responsibility of the estate and its personnel.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, GMS ESTATE TECHNOLOGIES LTD., ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING FROM OR RELATED TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO US FOR THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS (USD $100) OR THE NAIRA EQUIVALENT.

Some jurisdictions do not allow certain limitations; in those cases, our liability is limited to the fullest extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless GMS Estate Technologies Ltd. and its affiliates, officers, directors, employees, and agents from any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) your use of the Services; (b) your violation of these Terms or applicable law; (c) data you submit or visitor invitations you create; or (d) disputes between you and other users, tenants, or estate residents.

14. Suspension and termination

We may suspend or terminate your access immediately if you breach these Terms, create security risks, or if required by law. You may stop using the Services at any time. Upon termination, your right to access the Services ceases; provisions that by nature should survive (including Sections 8, 11–13, 15–17) will survive.

15. Governing law and dispute resolution

These Terms are governed by the laws of the Federal Republic of Nigeria, without regard to conflict-of-law principles, except where mandatory consumer protection laws of your country apply.

Before initiating formal proceedings, the parties agree to attempt good-faith resolution by contacting info@gms.estate within thirty (30) days. If unresolved, disputes shall be submitted to the exclusive jurisdiction of the courts of Abuja, Nigeria, unless applicable law requires otherwise.

Nothing prevents either party from seeking injunctive relief for intellectual property or security violations.

16. Changes to these Terms

We may revise these Terms from time to time. Material changes will be posted on this page with an updated effective date. Where required by law, we will provide additional notice. Continued use after the effective date constitutes acceptance of the revised Terms.

17. General provisions

• Entire agreement: These Terms and the Privacy Policy constitute the entire agreement regarding the Services.
• Severability: If any provision is unenforceable, the remainder remains in effect.
• No waiver: Failure to enforce a provision is not a waiver of future enforcement.
• Assignment: You may not assign these Terms without our consent; we may assign in connection with a business transfer.
• Force majeure: We are not liable for delays or failures due to events beyond reasonable control.

18. Contact

For questions about these Terms:

• GMS Estate Technologies Ltd.
• Email: info@gms.estate
• Address: Plot 43, 441 Crescent, Citec Villas, Gwarinpa, Abuja, Nigeria